Business Disclosure Preview

BUSINESS DISCLOSURE PREVIEW

Recitals

This Business Disclosure Preview (the "Preview") is provided to set forth material disclosures, business relationships and payment expectations between the parties as a preliminary statement of facts and obligations.

Client Name:    Business Name:

Provider Name:    Business Name:

Effective Date:

WHEREAS, Client seeks certain business services and disclosures regarding Provider's material interests, compensatory arrangements and affiliations; and

WHEREAS, Provider has prepared this Preview to disclose known material facts, conflicts of interest, and financial relationships that may be relevant to the contemplated engagement.

Scope of Work

Material Disclosures

The Provider hereby discloses the following material facts and relationships (check applicable items and provide details where required):

Conflict of interest with Client or affiliates

Financial interest in third-party vendors or recommendations

Prior or existing relationships with Client's officers or related entities

Pending or threatened litigation materially related to the services

Payment Terms

All amounts are payable in lawful currency. Past-due amounts shall accrue interest or late fees as set forth above and the non-breaching party may suspend performance pending cure of delinquent obligations.

Term and Termination

Term Start Date:    Term End Date:

Either party may terminate for material breach where the breaching party fails to cure within the stated notice period. Termination shall not relieve either party of payment obligations accrued prior to the effective date of termination.

Confidentiality

Each party agrees to maintain in confidence all Confidential Information disclosed by the other party, to use such information only for purposes of performing obligations under this Preview, and not to disclose such information to third parties except as required by law. Confidential Information does not include information which: (a) is or becomes publicly known through no breach by the receiving party; (b) is rightfully received from a third party without restriction; (c) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (d) is approved for release by written authorization of the disclosing party.

The obligations set forth in this Confidentiality section shall survive termination of the engagement for a period of three (3) years, unless otherwise agreed in writing.

Governing Law

This Preview shall be governed by and construed in accordance with the laws of the governing state selected above without regard to conflicts of law principles.

Entire Agreement

This Preview constitutes the entire understanding between the parties with respect to the subject matter herein and supersedes all prior proposals, negotiations, representations, and agreements, whether written or oral. Any amendment or modification must be in writing and executed by authorized representatives of both parties.

Representations and Certification

The undersigned representatives certify that the disclosures set forth in this Preview are true and accurate to the best of their knowledge as of the Effective Date, and that any material changes affecting the disclosures will be provided promptly in writing.

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